I Rise, You Fall
by Black Oracle
Summary: ROTF 2009 . Whilst Optimus Prime was offline, the good and evil of his ancestral past came to him. An accompanying piece intended to expand on details in the 2009 movie. Warning: spoilers alert for the movie!
1. Chapter 1

After watching ROTF, I wondered whether Optimus might have seen and been spoken to by the original Primes whilst he was 'offline' or 'dead' as Sam had when he died momentarily too. And anyone else notice how it was that when he was resurrected, Optimus seemed to know who the Fallen was, whereas previously in the movie he didn't display any knowledge of the Fallen? That's where I'll be coming from with the following story.

There's alot of questions I have regarding the Transformers mythology of the original seven Primes and how Optimus is linked to them. I wrote this story in an attempt to give more details about these important plot points in the movie.

Something I really would have liked to see in the movie was some significant dialogue between The Fallen and Optimus before their final battle, but alas, their encounter was brief and little was said between them before Optimus spectacularly and brutally tore The Fallen's face off. So in this story, I'm going to try to envision an additional encounter between The Fallen and Optimus before they met in battle in Egypt.

I'll assume here that Optimus was not actually 'dead', but close to it in 'stasis lock' as stated in the movie's novel. I'll also try to take the prequel "Defiance" comics into account where I can too in the writing of this, though like in the movie, I'm dropping the idea of The Fallen ever having been imprisoned in a sarcophagus.

Note also that I'm assuming that the Primes all have a tendency to refer to each other generally as 'brothers' usually, even between forefathers and descendent sons, hence why The Fallen calls Optimus a 'brother'. I make the forefather-descendent son and even a suggested direct father-son relationship a bit clearer between Optimus and the six deceased Primes though.

This fic begins right at the end of movie with Optimus on the aircraft carrier ship.

Transformers is owned by Hasbro; the movies by Paramount and Dreamworks.

**I Rise, You Fall – Part 1**

The tall and noble mechanical form of Optimus Prime stood silhouetted against the gradually receding light of day. He was aboard a U.S military aircraft carrier ship heading away from Egypt and back toward U.S. land. In one hand, he held a long staff, a trophy from his recent victory over one of his most significant foes, The Fallen.

In these always appreciated peaceful moments to himself, Optimus's thoughts wandered back to events past. His mind took him back to recall his experiences during the time he spent in stasis-lock, what the humans compared to being in a state of 'coma'. Through his contact with the Matrix of Leadership, he had seen and learnt much about matters that had been a great mystery to him all his existence. Answers to historical questions and the truth behind fabled stories of Cybertron's past had been revealed to him. But perhaps most importantly of all for him, he had finally discovered where it was that he came from and meaning behind his name of 'Prime'. The visions he had seen and words he heard in regards to his heritage had been revelatory and humbling.

Darkness. Coldness. He had barely possessed the awareness to recognise those concepts as far as he could remember about his state of mind at the time. Then there had been mist, surrounding him, collecting at his feet. Optimus had found himself striding through the white swirling clouds. Was he offline?

"Optimus Prime" an ancient voice echoed in his audio sensors.

Optimus scanned his unreal surroundings for the source of the voice.

"Optimus Prime" the voice echoed again.

"Who are you?" Optimus replied. "Where are you?"

"Closer than you realize."

Out of a thick cloud of white mist, a skeletal-shaped ancient Cybertronian figure emerged in front of Optimus. There was the outline of a long staff within one of his clutches.

Something about him felt familiar, like a feeling of kinship, but at the same time, there was something dark and terrible about him. Optimus was uncertain whether he was peaceful or dangerous, trustworthy or manipulative, good or evil.

"How do you know me?"

"I've known you for a long time, young Prime. You and I have shared history. You and I…are family." His voice rung of ages and seductive promises.

"How is that possible?" Optimus questioned, confused, but curious.

"I too am a Prime. One of the first."

The ancient and dark Cybertronian took a step forward toward Optimus. Optimus instinctively moved back a step.

"I am known as 'The Fallen', the last of the original seven Primes that came before all other Cybertronian life. And you, you are special. You are Optimus Prime, the last descendent son of our proud Dynasty. We are kin, we are brothers, the last Primes."

Optimus regarded The Fallen cautiously, unsure whether he spoke lies. But there was an element of truth in his tone.

The Fallen drew closer to Optimus, but this time, Optimus remained rooted to his spot, transfixed. The Fallen's mysterious ancient aura seemed to rob him of the ability and will to move. He felt compelled as well as cautious. He wanted to know more of his unknown origins.

"Do you know what it means to be a Prime, Optimus?" The Fallen almost whispered to a captivated Optimus Prime. "To be a Prime is to be a King, a God amongst our Cybertronian minions. Do you not feel it? The effect, the power you have over your Autobot followers? Do they not rely on your strength and leadership? Would they not die for you in battle? Would they not do _anything_ for you willingly?"

Optimus's head bowed regretfully. "Yes. Many have sacrificed themselves in my name, under my command. So many."

One of The Fallen's cold, rusted claw fingers slipped under Optimus's chin and lifted his face up to his. Optimus stared into the fiery red abyss that was the Fallen's optics.

"Why do you display sorrow, young Prime? It is only right and fitting that they should worship you, die for you, a Prime! For you are their ruler, their divine King! You were _born_ to be so."

Optimus shook his head. "No. I'm no ruling King or God. I just lead my Autobot soldiers in battle against our Decepticon enemies. I shoulder the burden of leadership in war. We fight for the freedom of all."

"But you could be so much more, Optimus Prime! Why burden yourself with unnecessary abstract values and causes for others? You are destined to rule as all Prime descendents are, as I am! We are the last two Primes! The Autobots, the Decepticons, the War, none these should matter to you, for you are _above_ all those insignificant concerns! Cybertron, Earth, the Universe are all ours for the taking!"

The Fallen extended an inviting open palm out to Optimus. For a moment, Optimus was both fearful and mesmerised by the outstretched ancient talons.

"The war can end. And you can be victorious!" The Fallen was coaxing into Optimus's audio sensors. "You can defeat your enemies with a wave of your hand! They will bow before your might! Your arch-nemesis, Megatron, hopes to achieve the power of Primes, but the truth is: Primes are born, not made! You are blessed to be of the former, Optimus Prime! You were created gifted with great power that only needs nourishment! A plentiful source of energon will provide you with the all energy you need to manifest your full potential, and I have it, the Sun Harvester!"

The Fallen's inviting open hand beckoned. Optimus regarded it uncertainly. His fingers began moving up involuntarily, as if being drawn by an invisible force toward The Fallen's waiting claws.

"Join me, Optimus Prime! I will guide you to your destined path! Once we claim the energy of Earth's Sun, ultimate power will be ours! We will ascend to our thrones and once again the Dynasty of Primes shall rule as Gods amongst insignificant Cybertronian and human mortals! It is _my_…and _your_ destiny as Primes!"

Optimus's royal blue optics suddenly hardened then. His hands stopped and curled into tight fists by his sides.

"I have no desire to be a dictating tyrant God! Certainly not at the expense of Earth and humanity and all my fellow Autobots! That is what separates me from Megatron! You are no different from him! You are power-hungry, insane! I cannot believe I may be descended from the likes of you!"

The Fallen hissed sharply. "You dare reject me!" His ancient and dark face contorted into a hideous expression of anger.

"You fool!" he spat at Optimus. "You would give up power and Godhood for…for worthless human flesh-bags and Autobot slaves?! You're a Prime, like me!"

"A Prime maybe, but like you? Never!" Optimus responded in disgust.

Suddenly The Fallen lashed out at Optimus with his staff rod, knocking him to the ground. As Optimus attempted to sit up, The Fallen's clawed foot landed hard on his chest, pinning him down.

"How disappointing, Optimus Prime." The Fallen spoke in a grave voice. "You had to be like our other brothers, protecting life before harvesting power. And now you shall share the same fate as them: oblivion!"

The Fallen raised his staff weapon above Optimus's face, ready to drive it through his head. With what little strength he had, Optimus managed to pull the Fallen's pinning leg off his chest and cause him to lose his balance. As The Fallen stumbled back, Optimus rose to his feet and attempted to tackle The Fallen. The Fallen met Optimus in a locking of hands. The two Primes struggled in a wrestle.

"You are weakened from your wounds, Optimus Prime! And I am gaining in strength!" The Fallen taunted. "You cannot beat me! You will fall as your brothers did eons ago!"

Optimus felt his knees buckling under The Fallen's strength. His arms would soon follow.

"I must…must not give in!" Optimus thought to himself in desperation.


	2. Chapter 2

**I Rise, You Fall – Part 2**

Optimus heard a distant cry then. A human cry. Sam! Then he felt it. An incredible wave of energy suddenly coursing through him from his spark chamber in his chest, recharging him, filling him with life-giving energy. Suddenly he sensed himself being transported elsewhere.

Optimus lay dazed, like in a state of lucid dreaming, on sandy ground. The Fallen had disappeared. Instead, Optimus found himself surrounded by six shadowed Cybertronian figures looking down at him, but Optimus felt no fear in their presence.

"Optimus Prime, our last son." said one of the shadowed figures in a clear voice hinged with both sorrow and joy. "You have fought and lead nobly and courageously in a never-ending war, protecting the freedom of others. You honour the code of the Primes."

"The Primes…," Optimus murmured. "How…?"

"The Matrix of Leadership has allowed us to connect to your consciousness," explained another of the silhouetted figures, "so that we may commune with you."

"You've been an orphan, ignorant of your origins and heritage all your life," the third of the shaded figures spoke softly. "You are marked with our symbols." He gently touched the set of ancient Cybertronian markings running down the side of Optimus's face plates. "The symbols of the Primes. But you do not know the significance behind the name 'Prime'. We will show you."

Optimus gazed peacefully up at the standing shadowed mysterious figures. Their presence, their voices were soothing. He felt so calm and at peace that he had no desire to try to get up from his laying position on the ground. And his surrounding company made no indication for him to move.

Then they all kneeled down around him. Each reached out a hand and touched Optimus at various points of his battered body. Their ancient metal hands radiated warmth.

Suddenly a download of images, memories swept through Optimus's core processor. He saw it all. The answers to his hidden past.

There had been seven of them at the start, the original seven Primes, created by the Allspark. Six of them produced an offspring by spark-splitting, descendent sons were born. Their numbers, for a time, grew to thirteen. The thirteen Primes had been leaders to the first transforming Cybertronians created after them, the seekers and constructors.

The seekers went out into the universe in search of suns that could recharge the Allspark's finite life-giving energies; the constructors built the sun harvesting machines that would harvest the energies of chosen suns. But the Primes would not just pick any suns they discovered, they would only use suns that did not sustain other life.

They found Earth's sun. One of the seven original Primes went against the rule of preserving life and attempted to harvest power for himself only. On Earth, where early man roamed, he had a Sun Harvester constructed despite his brothers' decision to leave Earth alone.

The other six original Primes discovered their treacherous brother's plan. They went to Earth to stop him and a battle broke out between 'the fallen' Prime and his brothers. The Fallen had his army of early transforming Cybertronians and had already been empowered with energon from his Sun Harvester. He was stronger than his brothers, they couldn't stand up to him. They did the only thing they could; they stole the key to the Sun Harvester: the Matrix of Leadership.

Finally they sacrificed themselves to seal the Matrix away from the Fallen. The Fallen, thwarted by his brothers, was enraged. He ordered his seekers to spread out around Earth and search the globe for the Matrix key. It would be an indefinite mission for them.

Meanwhile, The Fallen returned to Cybertron with another mission. The six descendent sons of the other Primes still lived and still posed potential threats to his existence. He orchestrated a civil war on Cybertron to eliminate them. The First War on Cybertron began. One by one, each of the six descendent Primes fell to The Fallen's genocidal slaughter during the war.

The proud dynasty of Primes had all but been wiped out. None remained, save for one young one; an unknown orphan Prime, a second one created by one of the other original six Primes just before they had left to confront The Fallen Prime on Earth for his betrayal.

Anticipating The Fallen's murderous actions should he and his brothers fail to stop him, the original Prime that spawned this last Prime descendent had placed the new spark of his son into a transforming Cybertronian protoform, so he too would appear like the other transforming Cybertronians. Optimus Prime was thus born as a Cybertronian hatchling with the ability to transform. He had been cleverly disguised and hidden away from the Fallen's recognition amongst the transforming Cybertronians; in this way, the fathering Prime hoped to protect his last son from the Fallen's wrath. The fathering Prime left the marking symbols of the Primes on the head of his last son, so that he would know of his heritage when he matured. Before he departed for Earth with his brothers, the fathering Prime left his newly birthed son with a trusted constructor on Cybertron: Alpha Trion, who protected, raised and taught the young Optimus Prime.

It would be a time before The Fallen would discover the last Prime descendent. When he did after centuries of hiding, waiting and conserving his limited energy, Optimus Prime had already grown to become one of two great leaders of Cybertron, sharing leadership with one called Megatron. The Fallen sensed a corruptible spark in Megatron and approached him. He planted the seeds of war in him and secured his loyalty, encouraging in him his desire for conquest and promising him great power and sole leadership of all Cybertron.

The shared leadership between Optimus and Megatron was thus divided and all Cybertron with it. Two opposing factions arose: the 'Autobots' that chose to still follow in Optimus Prime's leadership and the 'Decepticons' that followed Megatron's new deviating rule. Megatron designed the Decepticon insignia based on The Fallen's face, honouring the Fallen as the inspiration behind the Decepticons; The Fallen was the original first Decepticon. The Fallen commanded Megatron to seize the Allspark from the Autobots' possession. The Autobots did everything in their power to keep it out of Megatron's hands. In this way, The Fallen had initiated the second of Cybertron's civil wars: the Great Autobot-Decepticon War.

But The Fallen quickly observed that Optimus Prime would not fall easily; the last descendent Prime matched Megatron's ruthlessness with the strength of his own convictions. The Fallen would not risk direct confrontation with this strong Prime, so he continued to wait in hiding until the time was right, until the Matrix of Leadership was found and the last Prime was dead.

The download of knowledge finished abruptly. Optimus now knew the full history of the Dynasty of Primes, The Fallen's betrayal and his linked origins. The silhouetted Primes drew their hands back from contact with Optimus's body.

The third shadowed Prime spoke again. "You are indeed a descendent son of ours. You are the last Prime, Optimus."

"The Fallen…" Optimus began.

"…betrayed us all." finished the fourth of the shadowed Primes. "He was one of us once, our fellow brother, until he broke our most important code: never to harm worlds that sustain life."

A fifth Prime continued. "The Fallen built a Sun Harvester device on Earth. He thought the human life on Earth was insignificant and worthless, an acceptable sacrifice for power."

The last of the six Primes spoke next. "We gave up our bodies to entomb the Matrix key that activated the Sun Harvester, hiding it from our treacherous brother, so that he would never be able to activate the Sun Harvester again."

"But now it has been rediscovered by the human boy you call "Sam"," the second Prime spoke again, "and he has risked life and limb to revive you with it."

"Return to the realm of the living, Optimus Prime." the fourth Prime declared. "You are still needed. You must end The Fallen's existence before he destroys Earth with the Sun Harvester and becomes all-powerful. Only you can defeat him now, for only a Prime descendent has any chance of matching another Prime's strength and withstanding his powers. Only _you_ were _born_ with the ability to bring him down."

"The Fallen knows this," the fifth Prime added on. "That is why he appeared to you and attempted to sway you to his side while you have been in stasis-lock, as he has done before long ago with your rival, Megatron, who fell prey to the temptation of his false promises. He anticipated your potential resurrection and wanted to secure your cooperation. But you have righteously resisted him and now know of his true dark intentions."

"He has disgraced the name of Prime and is no longer worthy of it," the first Prime said. "You have stood resolute and upheld our values of protecting life, Optimus Prime. The Fallen Prime must fall, and you must stand as the last true Prime. Truly, you are our last heir. Fulfil the destined task that only you can perform: the Fallen must be stopped, no matter the cost."

Optimus felt the strongest connection with this first Prime that was speaking. His spark felt drawn to this particular silhouetted Prime more so than the others, as if he…came from him somehow. He could see this first Prime's optics emitting a royal blue light strikingly similar to his own as he stared down caringly at Optimus. The back of his ancient fingers stroked the crest of Optimus's helmeted forehead tenderly, proudly.

"Arise now, Optimus Prime," the first Prime encouraged, "our, _my_, precious son…"

Before Optimus could ask anything more, a blinding white light consumed him.

His optics came back online. His body convulsed with reignited life. There was another light shining into his optics, sunlight, and a young human male looking at him with a mixture of concern and amazement, Sam! Optimus attempted to push himself up. He still felt pitifully weak.

Then, out of nowhere, the Fallen appeared! The force of his teleportation sent Optimus sprawling to the ground again. He barely registered as the Fallen swiped the Matrix from Sam and disappeared into thin air as quickly as he had appeared. Optimus was vaguely aware of humans and Autobots around him, urging him to get up.

Then his attention was drawn to an old Decepticon seeker, Jetfire. The old seeker was critically damaged, but had seemed genuinely thrilled to see him, "a living Prime" as he had declared incredulously. Jetfire told Optimus to take his parts and then to Optimus's numbed shock, the old seeker had then ripped out his own spark.

What followed next was beyond Optimus's full comprehension. He felt Jetfire's additional parts being magnetised onto him by his Autobots, and as this happened, his systems rapidly charged to extraordinary levels of power he was unused to.

He stood up, reborn with wings and thrusters extending from his back. His goal was clear: only one last Prime would remain, and his ancestry would be avenged. The time for Optimus Prime to rise and The Fallen to fall had come. The last Prime took his first flight toward the pyramid housing the Sun Harvester and where the Fallen stood. An expression of surprise replaced malevolent anticipation on The Fallen's face as he caught sight of the fast approaching Prime. Optimus flew to meet a fate he was born to fulfil: he flew to kill a brother.

On the aircraft carrier ship, heading back toward American shores, Optimus Prime finished his careful recollection of his experiences with the Fallen and the Primes during his period of stasis-lock, when he had been so close to death. The knowledge of them and their history and his own creation was now cemented in his processor and spark.

Optimus lifted The Fallen's staff weapon that had been resting silently in his hand in front of him. He gazed impassively at the ancient relic.

He was truly alone, the last of his kind, the only remaining Prime now surviving. His spark felt heavy momentarily with the realization. But there was so much more to hope for and strive toward in his future than to lament about a lost heritage: planet Earth was a strange but exciting new settlement for him and his small team of Autobots, every day he hoped to see more new Autobot arrivals, and they were forging a bold alliance and friendship between their race and humanity. The past was gone and dead, the future brought endless and amazing possibilities.

Optimus tightened his fist grasping The Fallen's staff. He continued squeezing it until he felt the relic snap in his grip. Then extending his arm out over the edge of the ship's runway platform, Optimus held The Fallen's broken staff over the waiting sea waves.

"Rest in peace my brothers and forefathers." he reverberated.

His closed hand opened effortlessly. The pieces of The Fallen's ancient staff dropped unceremoniously into the waters and eagerly sunk down into its depths. Optimus lifted his brilliant royal blue gaze to the distant sunset horizon.

His solemn metallic words were carried off on the wind. "Until we all are one."


End file.
